Regional Management Corp.

Other than the risk factor set forth below, there have been no material changes to our risk factors from those included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. In addition to the risk factor below and the other information set forth in this report and in our other reports and statements that we file with the SEC, you should carefully consider the factors discussed in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (which was filed with the SEC on February 20, 2026), which could materially affect our business, financial condition, and/or future operating results. The risks described in our Annual Report on Form 10-K are not the only risks facing our company. Additional risks and uncertainties not currently known to the Company or that the Company currently deems to be immaterial also may materially and adversely affect the Company’s business, financial condition, and/or operating results.

Our efforts to launch products and services through our bank partner may be unsuccessful.

We currently have a bank partnership program with Column. Pursuant to this arrangement, Column provides secured and unsecured installment lending products to consumers in select states through our platform and other approved channels, and we act as the service provider and program manager for these loans. Column retains ultimate control and oversight over the program, including the right to monitor our activities, require modifications to the program, and determine the terms, conditions, and requirements of any loans, credit risk, underwriting, and product documents. The success of the program is therefore largely dependent on Column’s ability to effectively manage the program. Changes to lending laws and/or adverse regulatory enforcement actions against Column, even if unrelated to our business, could impose restrictions on Column’s ability to continue to extend credit through the program or its ability to extend credit on current terms. Column serves as our sole bank partner at this time, and if our arrangements with Column were to end for any reason, we may be unable to find a new bank partner on similar terms or at all or have the resources and/or ability to continue the lending activities performed through our current bank partnership program, which could result in loss of future revenue from the products and services offered under this program.

Further, state and federal agencies have broad discretion to interpret the laws relating to bank partnership programs and may alter their interpretation of the applicable laws at any time, which could negatively impact our bank partnership program. Some states are also introducing and passing legislation that cap interest and fees that may be charged in the bank partnership context. Additionally, bank regulators with supervisory authority over Column may have the ability to regulate certain aspects of our business related to our bank partnership program, which could increase our cost to operate the program and adversely affect the profitability of our bank partnership program.

Recent litigation and government enforcement action have also challenged the validity of certain bank partnerships, including disputes seeking to recharacterize the non-bank party in a bank partnership lending transaction as the “true lender.” If the legal structure underlying our relationship with Column were to be successfully challenged, we may be found to be in violation of state law, including certain licensing requirements and laws regulating interest rates and fees and in certain instances, the loans originated by Column under our bank partnership program could be deemed usurious, which could result in such loans being unenforceable or reduce or extinguish the principal and/or interest (paid or to be paid) on such loans, or result in fees, damages, and penalties to us or Column.